The Battle for Bens Heart
by Sorrowful Cheshire
Summary: While trying to return Kevin to normal Ben captures the hearts of Darkstar Pierce and Cooper along with the heart of a mystery man and this intern makes Kevin very angry!   Yaoi don't like then  &#% you on hold until the 25th
1. Chapter 1

**The Battle for Bens heart **

**Disclaimer: I do not own Ben 10 but if I did I would have every guy alien nailing Ben 24/7.**

**Summary: Kevin had just turned into a mutant again. Being feeling depressed and betrayed by his friend Ben has taken comfort in Pierce who's secretly in love with him and joins them to try and stop Kevin, but when Gwen brings Darkstar to help he has seemed to take an interest in Ben. Pierce and Darkstar battle it out for Ben's affection while trying to return Kevin to normal. But what they don't know is that Gwen has been keeping a huge secret from Ben.**

**Warning: Yaoi Don't like then screw you**

* * *

Ben was speeding down the street he was tracking down all the guys that Kevin does business with. His knuckles were white from gripping the steering wheel. Pierce was in the passenger seat trying to com Ben down.

"Ben slow down your speeding" Pierce said in a soothing voice.

Upon hearing Pierce's soothing voice Ben loosened his grip on the steering wheel and slowed down a little.

"Sorry" Ben muttered shyly and looked away

Pierce smiled at Bens shyness" It's okay Benji" upon hearing his nick name Ben blushed and Pierces smile turned into a smirk.

Pierce opened his mouth to say something but then Ben stopped the car.

Gwen was standing in the middle of the road with her arms crossed.

Ben frowned and got out of the car and shortly after so did Pierce.

"What do you want Gwen?" Ben asked his cousin rather harshly.

Pierce came up behind Ben and Put his hands on Bens shoulders and he instantly calmed down. Gwen realized this and her eyes widened.

"I found someone who can help us" she said then turned to her side signaling somebody to come over.

" So we meet again _Lovely Ben_" Ben recognized that voice any were.

"_Darkstar_" Ben spat out his name like it was venom.

"What is he" Ben pointed at Darkstar "doing here?"

" He can help us with Kevin and in exchange I give him enough mana for a year."

" You guys need me I'm the only one who knows what your _Osmosian _friend is going through. I now what he's feeling and predict his every move." Darkstar said calmly and then turned to look Ben up and down.

Pierce wrapped his protectively around Bens shoulders.

Darkstar looked at Ben with one of his charming smiles but frowned when he saw Pierces arms around Ben.

"_Lovely Ben _is this porcupine your boyfriend" Darkstar said calmly but angrily.

Ben blushed at his statement. _Why does he keep calling me that?_

Gwen's head whipped around so fast she it was a surprise she didn't get whiplash. Her eyes were the size of a milk saucer and she was looking nervous as hell but thank fully for her everyone was staring ant Darkstar

"He's not my boyfriend Michel and his name isn't porcupine it's Pierce" he said while blushing and still a bit angry and a bit disappointed.

The elder teen smirked and pulled him from the other teens grasp and into his own. "_Lovely Ben _I have done things in my past that I'm not proud of and I would like to apologize for my past actions and it is a honor to work with someone as lovely as you"

Morning star said as charming as he could but Ben didn't but it for a second and pulled back from his grip on him.

"Fine you can help us but it's gonna take a lot more then an apology for me to trust you and forgive you for what you've done!" Ben scolded

Morning Star frowned at that statement while Pierce was smirking and Gwen looked scared shitless.

"Well then I'll earn your trust back" he said determined to make things better with Ben.

Pierce rewrapped his arms around Ben and gave Morning Star a look that said _mine, touch and you die_ Morning Star Glared right back angry that he was holding Ben.

It was at this time that Ben noticed Gwen's horrified look and started to worry.

"Gwen are you okay you look scared stiff" Ben asked in an innocent voice but the other two teens were to distracted with their glaring contest to notice anything else.

Gwen snapped out of her trance of terror and looked at Ben and then his question registered in her mind.

"Oh nothing nothing at all Ben" she said very nervously while shaking her arms.

This snapped the other two out of their glaring contest to stare at her suspiciously with raised eye brows.

Gwen sweat dropped and looked at her watch.

"um Ben its getting late we should head home" Gwen said trying to change the subject.

"Oh I guess your right it is getting dark out"

Ben laughed a little " This watch can transform me into aliens, cure alien diseases, and eject a race with DNA to keep them from dying out, but it can't tell time"

"Do you need a ride Michel?" Ben asked just to be polite

The said teen smiled "Yeah thanks"

Ben yawned "Hey Pierce do think you drive I'm a little tired?"

Ben then rubbed his left eye which made both of the other boys blush.

"Yeah" Pierce replied taking the keys out of Bens hand.

Pierce took the drivers seat, Gwen passenger, and Ben with Morning Star in the Back. This arrangement was so that Pierce and Michel don't kill each other or more importantly wake up Ben

Ben fell asleep during the ride and Ben sleeping is the Cutest thing ever. Ben put his head on Michel's Shoulder and Michel did the same Gwen was shaking upon seeing the sight.

_Kevin's not going to like this_


	2. Chapter 2

**Chapter 2**

Ben, Pierce, and Black/Morning star were waiting in any ally way across from the arcade that Gwen was in trying to convince Kevin to let them help him get back to normal.

Ben was staring at the arcade with concern for his cousins safety he knew from before when Kevin never listened to reason when he turned mutant the first time.

Meanwhile Pierce and Michel have continued their glaring contest, they both new that the other deeply cared for their little _benji_.

Ben brought up his right hand over his heart and gripped the fabric covering it and sighed sadly. This caught the attention of his two admirers who gave equal concern for Ben.

"What's wrong Ben?" they said in unison then gave a quick glare to the other then looked back to the object of their of affection.

"Its just" he sighed sadly " I'm kind of hopping that Gwen's plan will work to get through to Kevin because well…"he sighed again" Kevin was my first real friend I even trusted him with my secret about the omnitrix. He was the first person I ever truly trusted even when was turned into a mutant I still saw him as my friend." Ben said depressed.

" I always trusted Kevin even passed all the times he tried to kill me" Ben sighed sadly

Michel tensed at the mention of Ben almost being killed. He to knew what it was like to have a hard pass.

_Wow Ben gas been through so much and is still so trusting and _

While Pierce had fisted his hands.

_That fucking son of a bitch how dare he betray Ben after all the shit he's put him through and even now he's making Ben worry about his sorry ass, when this is over I'll make sure that neither Kevin or Morning turd will ever hurt Ben ever again._

_Meanwhile inside the arcade_

Kevin was throwing the arcade games left and right.

"Kevin please listen to me" she pleaded with him

"No I'm sick of listening to you." he threw another arcade game at her which she destroyed.

Out of the clearing Kevin grabbed her by the collar and raised a diamond head claw hand to her neck.

"You said that if I pretend to go out with you that Ben would be Mine it's been 7 fuck'n months and now your telling me that he's got that Fag Morning star and porcupine prick are in love with my Benji?" He put a lot of enfaces on the his.

" Kevin, Ben is vulnerable now from your betrayal and thinks that you hate him all you have to do is tell him how you feel" she said trying desperately to breath through his death grip.

"Yeah well why should I listen to you this time?" He was now screaming at her.

"Because if you destroy me Ben will never forgive you and then Michel or Pierce will use that depression to make him theirs" He growled at her but dropped her regardless.

"So all you have to do is let us cure you" she said trying to reason with him one last time.

"I've got a better idea how bout I absorb your powers and use them to make Benji mine and get rid of the other two permanently" he said starting to absorbing her powers

"Abayoe Exaryore" Gwen shouted and then disappeared outside into the ally.

"I though we were going to have to come in after you" Ben said snapping out of his and the other two's out of there thoughts.

"I suggest we prepare our selves for what' to happen next and quickly" Michel said very seriously.


	3. Chapter 3

**Okay I'm sorry I took so long to update but you can all thank StormBlitz for the inspiration that I needed to get my ass in gear and I will have better grammar from now on. And in this Chapter we have a special guest who I know you all will squeal over.**

* * *

_In Los Soladad_

Ben, Michel, Pierce, and Gwen walked inside the old military laboratory.

"I still don't get it what happens when Kevin Gets here" Ben said curiously to the Gwen while the other two were glaring lightning at each other again.

"I think that's were I come in." said an Unknown voice.

All of them turned their heads to see a tall, muscular, blond, guy a gray t-shirt with a basketball shirt over it and he was in _tight _shorts.

The figure smiled at them.

"Do I know" Gwen asked then it her like a big yellow school bus.

"Cooper" she asked in audible shock along with Michael and Pierce.

The figure known as Cooper then scratched the back of his head sheepishly.

"I had a growth spurt" he replied in his deep soothing voice.

Ben walked up to him.

"Yes you did" said observing this new muscular more manly Cooper.

"Uh hi Ben, always glad to you…you know help out" Cooper replied while blushing under Ben's gaze.

Then the two in the back (who you've probably all forgotten about) were now directing all the anger towards the shy giant.

Still glaring at Cooper Michael.

"Our twitter paged young genius has agreed to help build a machine that will allow us to use the powers in this" Michael held up the Dominus Librium.

"I don't like it but if its the only way we can get Kevin back I'm willing to try" Ben said his eyes softening when he looked at the artifact.

Coopers and Pierces eyes just softened when they heard Ben say that.

_Owe Ben_ the two thought while Michael grip on the relic just tighten after hearing that.

_Why can't he look that way at me_ thought the villain angrily.

Gwen cast a hand on his Shoulder.

"Glad your seeing it my way" she said with a smile.

He shrugged off her hand and turned to Cooper with his serious face back.

"How long will it take?" he asked referring to the machine.

Cooper snapped out of his longing gaze and started to build the machine with his telekinesis.

"Uh a couple of hours" he responded while focusing on the machine.

"You think we delay Kevin anywhere near that long" Pierce asked angrily but Ben held up a hand to come him down.

"Sounds like you guys could use some help luckily I know a great mechanic that can help" Ben smirked.

This left the others to question what he just said by looking at each other with just as confused faces.

* * *

_At Gwen's house_

Kevin stood outside of Gwen's house and ripped the front door out of the wall.

"Anyone home" he yelled and got a blast in the back as a response he turned to see Pierce with his needles sharpened.

"Gwen's busy right now can I help you" He asked while having his spikes up and ready.

"Not who I was expecting but you'll do I've been meaning to steal your powers anyways." he lunged at him bet Pierce very sexily jumped into the air back flipping and smashed the bottom of his foot into Kevin's head.

"And I've been meaning to do that to you for awhile, you deserve it for hurting Ben" Pierce said as he was a good distance away.

"Don't talk about him" Kevin tried to sap him but he put a long spike in the ground and it hit it.

"Did I also mention I can change the dexterity of my spikes into any solid metal." he asked with a smirk.

Kevin lunge at Pierce who just took out another spike made out of titanium and smacked Kevin aside.

"Okay Pierce I got it from here" Gwen said walking out of her house.

"I'm gonna get you Gwen" Kevin grew plants around Gwen trapping her.

"silokis melez sisytotyowe" Gwen read from the floating spell book and five golems burst from the ground.

Kevin looked at the creatures then to her.

"You summoned charm casters pet monsters." he smirked.

"Sorry I had to do this Kevin" Gwen said sadly.

"I'm not" Pierce said as he cut her free.

The creatures surrounded and covered Kevin.

"Come on that won't hold him for long." he said as they ran into Ben's car and started to drive away. Kevin absorbed the golems mana and flew after them.

* * *

_Back in Los Soladad_

Cooper, Michael, and an another figure were working on the machine when coopers phone rang and he used his telekinesis and brought it up to his ear.

"This is Cooper go ahead." he said

"Were almost there and Kevin's right on our tail." Said Gwen.

"We're not finished yet Gwen" Michael took the phone.

"But we will be." he said hanging up.

"I'll finish up here you two go slow him down" Michael told them.

The unidentified figure nodded and went outside. Cooper turned to Michael.

"How am I gonna delay Kevin" he asked with knitted brows.

Michael looked at him with his eyes half lidded.

"This is an abounded military base think" he said in a monotone voice and caused the other to smirk.

_Outside_

Coming out of Roofs of buildings walls and the water tower lasers cannons came plus missiles from all over the base and started to shoot at Kevin.

The a missile hit Kevin which gave Pierce an opening to drop Gwen off and then drove away to find a safe spot for Bens car.

Kevin took out all the missiles and cannons and he was standing in front of Gwen.

"So Gwen what's it going to be this time run or fight" he asked while approaching her.

"Nope she's chosen door number three" came an Unknown voice and then Kevin was rammed in his stomach by what looked to be an bronze hover bike. And Just as soon as it came it disappeared into thin air. **(a/n guess who)**

In its place was a 16 year tan skinned male with dark hair that was about two inches taller then Gwen. He wore a blue topped white bottomed t-shirt with a red jacket over it. He had black pants with blue lines. He was wearing a pair of goggles over his eyes.

"You loose thank for playing" he said cockily.

Gwen just gaped at how cocky this guy was.

It was at this time that Kevin rushed Gwen but Cooper ran at him.

"Stay away from her" he shouted but was lamely just picked up by Kevin and thrown into a running Pierce.

"I don't know who you are but you messed with the wrong guy"

"Yeah like I haven't heard that line before" the guy said again.

Just then Ultimate echo echo flew in.

"That's enough thanks, now I need you to do something else" Ben then mumbled something in the others ear who nodded and went back into the building.

"Kevin I can't let you hurt anyone else"

"But Ben you promised to try it my way first" Gwen said as she ran over to him.

"Yeah I lied" He pushed her out of the way and super sonic-waved Kevin

Kevin then magnetized Ben and made a metal pillar hit him a tank was about to hit him two but Ben blew it up with two of his diskettes.

"Sorry Kevin I'll try to make this a quick as possible"

Ben threw his diskettes at Kevin on each side and they multiplied around him creating a circle.

"Sonic Doom" Ben yelled and from each diskette Kevin got the full blast from each side until he blacked out.

The disks went back to Ben and one popped out off his ear and hovered over Kevin checking his pulse.

"One more should do it" he was about to finish him off when Gwen Stopped him.

"Ben no he's still our friend, its not him doing this it's the powers."

"Paradox said I will be the one who will do what has to be done and I intend to do just that"

Inside Kevin was hooked up to a machine while Cooper was powering up the machine while Ben, Pierce, Michael, the mysterious guy and Gwen were waiting.

"Are you sure it work?" Ben asked

"Pretty sure" Cooper Responded not looking up which made Ben worry. Cooper then saw this and said.

"I mean Diffidently" he reassured with a smile which Ben then responded with a smile of his own.

Cooper then flipped the switch. Then a bright yellow light shot out of Kevin and into the relic. Kevin then was turned into his human self in nothing but his jeans. Gwen ran to him.

"Ha ha ha" they all turned to the source of the laughter and saw Morning star glowing gold and floating in nothing but his underwear.

"You fools this was my plan from the very beginning now no one can stop me from making Ben mine" Michael said.

The Mystery guy said "Ya! like we all didn't see that coming"

Ben opened a panel that revealed a large red button which he pressed and Michael went back to normal.

"What what happened" Michael asked

"All the power you stole and all the Power Kevin stole went back to its original owners" Ben answered.

"And returned us from oblivion." said the hydro-electric being.

"Thank you Ben Tennyson"

"And that's the least of your problems" the mystery guy said and then right hooked Michael.

"Come to think of it I didn't catch you name" Pierce said and the guy turned towards him.

"Names Rex and I do Believe its time for me to cash in for my payment" He said turning and walking over to Ben.

"What?" Shouted Gwen Pierce and Kevin who was still injured from the transformation back.

They turned to Ben who looked away while scratching the back of his head.

"Well you see Rex wouldn't do it for free so I promised to go on a date with him." Ben blushed

Rex came up from behind and wrapped his arms around Ben's waist and put his head onto Ben's shoulder.

"Nuh uh you promise me five dates." Rex showed holding up his hand to prove his point smiling a closed eye smile. Ben just blushed harder. Gwen was shocked, Kevin went back into unconsciousness, Pierce was grinding his teeth and Cooper was blushing and trying to fight back the Bonner he was getting from thinking bout those to together

* * *

**Alright what do you guys think was it work the wait? And Who was didn't see that coming? By that I bet I'm the first to add Rex into a Yaoi story with Ben. So tell me who thinks I should add more characters from Generator Rex and if so who.**


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